Earnout Consideration definition

Earnout Consideration has the meaning specified in Section 2.08(a).

Earnout Consideration means the Initial Earnout and the Second Earnout, as the case may be.

Earnout Consideration shall have the meaning specified in Section 2.03(b).

Examples of Earnout Consideration in a sentence

• The payment of the Earnout Consideration shall be made in accordance with Exhibit B.

• For the avoidance of doubt, the Earnout Consideration in respect of each Earnout Milestone shall be vested and released only once and the Earnout Consideration shall in no event exceed the total amount of Sponsor Earn-Out Shares, in the aggregate.

• Subject to the provisions set forth below, the Seller shall be eligible to receive the amount calculated as the Earnout Consideration, pursuant to and in accordance with the payment and review procedures in Section 3 below.

• The Board of Directors of the Company considered this valuation, among other factors, and approved the Earn-out Consideration liability for the period ended December 31, 2014.

• Acquirer will use commercially reasonable efforts to cause the Surviving Corporation to fulfill and honor in all respects its obligations to pay the Earnout Consideration to the Company Stockholders, if and when owed, pursuant to the terms and conditions of this Agreement.

More Definitions of Earnout Consideration

Earnout Consideration has the meaning set forth in Section 3.1(c).

Earnout Consideration means an aggregate amount of up to USD $140,000,000 in cash payable pursuant to the terms of Section 2.4, but excluding any payments of Merger Product Sales Consideration.

Earnout Consideration shall have the meaning defined in Section 2.5.

Earnout Consideration means the aggregate Per Share Earnout Consideration (as defined in the Business Combination Agreement) payable pursuant to the terms of the Business Combination Agreement.

Earnout Consideration means the sum of the Revenue Earnout Consideration and the Gross Profit Earnout Consideration; provided that the Earnout Consideration shall not exceed $125,000,000 in the aggregate.

Earnout Consideration is defined in Section 1.7(a).

Earnout Consideration means $10,000,000, which shall be satisfied by the issuance of that number of Earnout Shares equal to the quotient obtained by dividing such dollar amount by the Buyer Earnout VWAP (calculated using the date of the [**]); provided, however, from and after such time as the number of Earnout Shares issued to Seller pursuant to Section 2.05 equals the Maximum Earnout Share Amount, the remaining [**] Earnout Consideration, if any, shall be paid in cash by wire transfer of immediately available funds.